Project X
by MarvelMatt
Summary: Weapon X was a born hunter, a killer with a moral code, but a mind-wipe from HYDRA changed that. De-Aging him to his adolescence, they sought to use him as a weapon, but they lost him. Years later, he returns in search of his past, with SHIELD right behind him. Includes Avengers and X-Men.
1. Acquisition

**Chapter 1 – Acquisition**

* * *

War had come.

There really was no denying it.

Not war with HYDRA, well, that was still happening, but no, another war.

Or rather, war on another front.

S.H.I.E.L.D. Version 1, which they were also calling 'old' S.H.I.E.L.D., which was led by Director Coulson and Commander May. They were upholding the original values of S.H.I.E.L.D., as well as recruiting the 'gifted'. People with 'abnormal' or 'inhuman' talents and abilities. They were split into two types. Inhumans and mutants.

Inhumans received their powers through Terrigenesis, a process that activated the dormant powers given to them by their ancestors. They were the only ones that could hold the Diviners, and not be turned to stone and then did. Mutants received their powers through the X-Gene. A gene, passed on from the father, which when combined with the right combination from the mother, resulted in a genetic mutation, gifting the child with an unusual ability.

Not many mutants were willing to join S.H.I.E.L.D., and even less actually had, so very little was known about them. There were rumours of someone gathering them into a private army, but Coulson had neither the resources nor the time to chase down rumours.

S.H.I.E.L.D. Version 2 was the organisation in between Coulson's S.H.I.E.L.D. and HYDRA. Led by Director González and his board of commanders, including Barbara 'Bobbi' Morse AKA Mockingbird, they held some of the values of the original values of the original S.H.I.E.L.D., but now they felt they had updated themselves for the current times. Their policy was remarkably similar to HYDRA's. All gifted should be studied or shot.

HYDRA's policy was study then shoot.

The military had of course been infiltrated by HYDRA, just like everything else, and while General Talbot had proven himself to be both reliable and trustworthy, but even his reach didn't stretch far enough, especially when HYDRA seemed to be everywhere.

Sighing, and rubbing his hand across his forehead, Phil Coulson leant back in his chair. The new base was a carbon copy of Fury's others, but it still didn't feel like home. Nothing did, not even The Bus had since the whole HYDRA reveal and … _him_.

Recapping the available information, Coulson realised that he'd missed out one piece or rather _two_ pieces of notable importance.

Grant Ward and Kara Lynn Palamas.

Or the traitor and Agent 33. Their names depended on what mood he was in.

He had Ward's file on his desk again. It seemed to have taken residence there since he had decided to hand Ward over to his older brother Christian. That decision still plagued him, even now. What would've happened if he hadn't sent Ward to his execution for some good PR?

Well his supposed execution. Ward had, of course, broken out, killing his brother's security team, before going on to kill his brother and parents. Then kidnapping Skye and introducing her to her psychopath of a father. Skye had then shot him four times, and the son of a bitch had survived that, which he had then followed up by forming an alliance with Agent 33, and going on with their own objectives, which were still unknown.

There were even more rumours, suggesting that they were focusing on HYDRA, and that more people had joined his team.

 _But what would've happened?_ Could Ward have worked his way back onto the team? Become an asset again? He'd done it with Romanoff, she'd been Red Room before Barton had been sent to kill her, and his feelings had prevented him from putting an arrow in her. Maybe Skye could've-

 _No!_ That wasn't fair, especially to Skye. She had enough on her plate with her powers and her psychopath of a father before dealing with Ward. Then there was also the homicidal inhumans to consider. While his S.H.I.E.L.D. were more than welcome to the idea of having 'gifted' individuals as part of its staff, the majority of inhumans were wary of them, and with good reason, not everyone was so forward, Agent Simmons had even resigned her position, citing that no good would come of their new policies, and that super powered individuals should be locked up or taken out.

That last bit of information had broken Skye's heart.

Again.

And the worst part was that Ward couldn't be blamed.

 _Okay_ , Coulson conceded to himself, _that wasn't the worst part_ , but it would've made things so much easier if he could've blamed Ward for it all, and though he hated to admit it, Ward wasn't the reason HYDRA came out of the shadows, he wasn't the reason González had sent up S.H.I.E.L.D. 2.0, and he wasn't the reason Simmons had decided to abandon them all in favour of 'new' S.H.I.E.L.D., where gifted were locked up, studied, and in some cases, even executed.

Sweet, innocent Jemma Simmons was now a hardened scientist, who preferred dealing with her patients with a gun present. _Was that Ward's fault too … or mine … or was it just a long time coming?_

Fitz hadn't been the same since Simmons had left. He had both improved and lost himself. He could finally speak normally, and his motor ability was back to full movement. There were the occasional mishaps, but nothing too serious.

In Simmons' absence, Fitz had taken over as head of S.H.I.E.L.D.S.'s Scientific Research Division, leading the newly expanded scientific team onto new discoveries and technology, by utilising the abilities of those that were willing to help.

HYDRA had also done Coulson another favour. It had assembled the Avengers once again.

Well, the Earthbound ones anyway. Banner, Barton, Rogers and Romanoff had all taken places on his staff, while Stark had re-joined as a consultant, offering his own expertise and financial backing, as well as helping to persuade the general masses, and by extension, world leaders, of the true HYDRA-free foundations that lay at the heart of S.H.I.E.L.D.

In short, two years after 'The Fall', things were finally beginning to look up.

* * *

Another location had been compromised. _Damn it!_

He was many things. A U.S. Army Colonel, a father, a husband and a man of faith. And it was his faith that had led him to this point.

God Almighty had given him the guidance to seek them out. The Lord had given him the wisdom to understand what needed to be done, for the betterment of all humans. And then, Baron Von Strucker had given him the means to carry out his God's will. His work was true and righteous, and he would see it through to the end, all he needed was the right test subject, the one that got away.

All he needed was Subject X.

He'd tried to play nice last time, he really had, they'd taken him alive, heavily sedated of course, and then they tried to put him through the procedure. His team had completed the mind wipe, placed him through the usual _control_ procedures, administered the desired code words, inserted his chip, and then prepped him for his handler. All they needed to do then was put him through the actual procedure, which was when his body broke through the drugs they were pumping him with and escaped.

His supposed handler had then ran off with the one of the chip's two controllers, and the only tracking device they'd had time to create.

 _Bastard._

Of course, it was rude to speak ill of the dead, but the handler had found the subject, and instead of returning with him, he had used the controller and the brainwashing to keep the weapon as an errand boy, a lapdog even! And if that wasn't enough, the handler went and got himself blown up, leaving their weapon alone, with a control chip inhibiting his powers.

Just think, those heightened senses, the regenerative healing factor, the essential immortality, all unavailable to him because one man had stolen the test subject for himself, and had then allowed himself to be killed without disabling the control chip.

Running his hand along his scalp, he could feel the buzzcut beneath his fingers, the short, spiky hair felt relaxing, as his fingers ghosted to where the scar at the back of his head was. Three small scars from where the claws had caught him. Claws that the chip should now prevent him from unsheathing.

Hopefully.

 _Rough times call for strong measures._ Reflecting upon his mission, he absentmindedly reached to the left of his desk, and reflexively poured himself a scotch, before shrugging, and making it a double. Swirling the amber liquid in his mouth, savouring the taste, before he swallowed the liquid, enjoying the slight burning sensation as it went down his throat.

He was just about to pour himself a second when the alarms started blaring, and he had an extra few seconds before Major Masters burst through the door, causing both men to snap straight up and be on their feet.

"Major", he made sure his tone was the no nonsense, authorative tone that had served him well throughout his entire military career, "Tell me what is going on"

"Sir", Master's startling blue eyes and close cropped blonde hair, along with the six-foot two height, and 220 pounds of muscle, gave him the perfect muscled soldier look. Able to take his marching orders from his Colonel, and then relay the orders appropriately as a successful field commander, "We picked up an inbound quinjet team, we're guessing S.H.I.E.L.D., roughly two miles out"

"We get a positive I.D.?"

"Not yet Sir. I've dispatched a scouting party. We should have a visual soon"

Weighing his options in his head, he ran through the scenarios, "Good call Major. Call Von Strucker. Tell him we have possible S.H.I.E.L.D. incoming. We may need to go up"

"Yes Sir", with his orders, Masters turned on his heel and left, pausing by the door to grow his arms up in a salute, "Hail HYDRA", before leaving.

"Yeah", he let out a breath he didn't realise held been holding, "Hail HYDRA"

 _But what if S.H.I.E.L.D. had the weapon?_

* * *

González had never wanted to be the Director.

He didn't mind the privileges, or the pay rise, but it came with such a burden to bare, but such was the cost of leadership. Every field agent knew this.

He considered S.H.I.E.L.D. to be an easy life, or at least, a relatively simple one. He woke up at the same rime every day, ate in the same cafeteria, with the same colleagues, before going about the same tasks; check paperwork, check progress reports, eat lunch, inspections, dinner and then relax for the night.

HYDRA had thrown one almighty wrench in that schedule, their coming out party had cost the lives of good men and women, who had given their lives to a cause, which then cost them everything. And like everyone else in S.H.I.E.L.D. 2.0, he agreed that former Director Fury was at fault. It was his secrets that had led to the fall of S.H.I.E.L.D. and the rise of HYDRA. If the rest of the organization had been aware of Fury's suspicions, they could've been prepared to defend themselves from the onslaught, and Coulson was no better.

If Fury had considered himself a king, then Phil Coulson was his chosen heir to the throne. Both men were cut from the same cloth. Secret keepers, playing cards with their hands close to their chests. There was no way they could be trusted.

 _So why is Coulson the one that's getting the backing?_

Coulson's organisation was the one that was receiving military backing, receiving government acknowledgement, it was Coulson's team that contained The Avengers, and yet, González's own was bigger, and contained most of the original S.H.I.E.L.D.'s resources, even if Coulson had Fury's toolbox.

Clearing the thoughts from his head as Agent Mackenzie entered the conference room where the rest of his senior agents were sat waiting.

There were his right hands from before the fall, as well as Agent Morse, who oversaw Operations, Agent Mackenzie, who oversaw engineering, the recruited Dr Simmons, who oversaw Bio-Chemistry, and her partner Dr Creed, who handled the medicinal side, including training field medics, and running base check-ups. Simmons had wanted to run the check-ups herself, but Creed had told her there was too much work for her to do already, so he had taken over. All in all, it was a good set-up.

"What's to report?"

Receiving the go ahead from her director, Agent Morse stood, surveying the assembled council, before beginning her report. "We've received a report of a HYDRA base operating as a secret scientific research base, using military resources to further HYDRA's own goals"

"Where is the base located?"

"In Canada Director. British Colombia to be more precise"

González looked pensive for a minute, as did several members of his board, "How did we come by this information? As I recall, we have no operatives active in Canada"

Bobbi didn't hesitate in her answer, "Using technology provided by Mack, which he based on designs 'taken' from Leopold Fitz", she ignored Jemma's pained grimace at the mention of her former best friend, "We intercepted a transmission from HYDRA operatives. They've confirmed the base's approximate location"

"Recommendation Agent Morse?"

"A single team, a mix of science and ops. Ops to clear the base, and science to determine viability of whatever remains", she allowed everyone a moment to think over her proposal, and continued when she saw several heads nodding slightly, "Sir, I'd like to volunteer"

González nodded, "Very well. Agent Morse put together a strike team. Agents Simmons and Mackenzie can give the science report, their expertise should more than suffice. Are objections?" He gave his council time to voice their disagreements, but none came, "Dismissed agents"

* * *

Fighting the large grin that threatened to take over his face as he looked at his team, he couldn't hold it off, and it broke onto his face, causing his teammates own grins to grow as they managed to get him to crack a smile.

They were a ragtag team. Drawn together originally by the need to survive and heal. They evolved into a team to learn how to stand on their own two feet, on their own terms, before the team grew, and became about atonement, about paying for their sins, and maybe on the way, wiping some of the red from their ledgers and finding a bit of redemption along the way. The six of them had plenty of red in their ledgers.

Well, it was more like five plus one, but whatever.

Somehow, in some way, the six of them worked, even if four of them had some 'upgrades' to their biology. They could each be considered a living weapon, through circumstances, training or both, they were all dangerous, deadly even, but it made them effective at their former 'jobs'.

"So are we going Boss Man?"

"Don't call me that!" While his words were reprimanding, his tone was playful. When they'd first started out, he'd never once attempted to take control, because they had to learn to make their own choices and decisions. After they'd expanded their team from two to three, and then later to four, and eventually to five, they realised they'd needed to better coordinate their movements in the field, and they'd all looked to him as their leader, and he had to admit, it felt _nice_ , knowing that the four of them trusted him enough to take his orders and follow them, and even though he'd hated the idea of giving them orders at first, he found himself fitting into the role as field leader quite naturally.

"Yeah yeah Boss Man", she waved him off, "Are we going or not?"

"It's up to you guys really"

The other four exchanged glances, putting up a united front as a team.

"So … just to be clear here-"

"This place came to you in your sleep-"

"Where they were doing experiments on people-"

"-and they had human test subjects-"

"-which you think was for HYDRA-"

"-or the military, and you want us-"

"-three 'enhanced' individuals-"

"-to walk in the front door"

"-find their leader-"

"-and then knock it down"

The four of them turned their heads together pretending to confer, while they murmured indistinctly at each other, making him wait while they decided to try and irritate him, and he just rolled his eyes, before the four of them turned to him, answering in unison with irritating grins.

"Were in!"

He chuckled at their antics, "Good. Wheels up in ten then … and guys"

The four of them turned back towards him, from where they'd moved to grab their gear, while he was about to head off to make sure they had transport and comms.

"Thank you"

* * *

Stepping in to the briefing room, Director Coulson couldn't help the small smile that made its way onto his face at the sight of his old team and his new team moulded together seamlessly.

Mostly.

Commander May, rather unsurprisingly, got on very well with Natasha Romanoff, both women were cut from the same cloth, even if they argued over several topics, which led him, _again dammit,_ back to the topic of Ward. Natasha was an advocate for the possibility of the good in Ward, having trained him and been Red Room herself, she knew him better than most. While Melinda was adamant in his 'evilness', and was prepared to put a bullet in his brain the next time she saw him.

Another set of friends that had formed was Hunter and Rogers. For some reason Rogers found Hunter's brash nature refreshingly reminiscent of his old war buddies, while Hunter just enjoyed having somebody he could 'educate' on modern values.

To say that Captain America was surprised at the changes would be an understatement.

When the two of them eventually got roped into May and Romanoff's argument, they declared themselves neutral, which was a smart move in Coulson's opinion, even if they were both more sympathetic to Romanoff's side than May's, telling the Commander she was wrong was never a good idea.

Barton, who had originally taken to isolating himself, had later spent a lot of time in the top floor science lab, where Banner and Fitz had taken to working. The three of them had struck up a strange friendship, giving them each an outlet to talk, as well as a genuine friend. And after a disastrous lesson with his bow, Hawkeye had taught Fitz how to fire a handgun, and he was getting pretty good at it. They'd also declared themselves neutral, though Banner and Barton mostly agreed with Romanoff, Fitz was staunchly on May's side.

Skye was the only one uninterested in making new friends.

The betrayal of Ward had hit her the hardest. Adding in her psychotic father, new powers and the betrayal of Simmons, Mack and Bobbi had left her depressed somewhat. She'd warmed up when The Avengers had taken up a permanent residency, but she was still a far cry from the young bubbly hacktivist who had wormed her way onto the team, and their hearts, and despite his failings, Coulson could tell that Ward had meant what he'd said about his feelings. The two of them had been obvious since day one.

Taking in the complete sight of them all was brilliant though. May, Romanoff, Barton and Rogers were trading stories from their different missions. Banner and Fitz were attempting to talk shop, while Hunter was simultaneously trying to interrupt them and coax Skye into the conversation.

Silence fell as he entered the room, all of them reverting to 'Agent Mode', as he clicked a few buttons and the holotable lit up in front of them, showing them the military base that was their target.

"This is Alkali Lake. A disused military testing base from the seventies. We're not sure what they were working on, but it was shut down decades ago. Unfortunately for us, all work was paper based, so there's no lead to follow, but Agent Skye", his eyes flicked over to her briefly, "Has managed to intercept a HYDRA transmission naming the lake as operational"

He flicked his hands, pulling the 2-D floor plan into a 3-D rendering of the base, "We're only using higher-ups, until the mission is over it stays between us. May, Romanoff and Barton – you're on extraction and overwatch. Skye, Agent Rogers and Agent Hunter will accompany myself and Agent Fitz into the lab. Once secured, Agent Fitz's expertise will help us in determining the value of taking the lab. Dr Banner will remain on base to keep an eye on things … and handle Stark if he shows up without Pepper again. Questions? No? Good. Wheels up in an hour. Dismissed"

* * *

"Sir, we have visual confirmation"

"Don't waste my time Major. Who is it?"

"I'm pulling a visual on screen now. You're going to want to see this for yourself Sir"

With a few taps on a keyboard, the video feed from a remote deployed camera burst on screen, and the Colonel dropped the glass he was holding, as his hand reached out for the man on the screen.

"Oh my beautiful … weapon … you have come back to me"

The Colonel stroked his chin, not bothering to contain the smile that made its way onto his face, unaware of the strange questioning looks he was receiving.

"Erm … Sir? How do you want us to proceed?"

"I want the them alive and unharmed. Not a scratch Major!"

"Yes Sir"

The Major reached for the radio, clicking the on switch and hearing it squawk to life.

 _"_ _Masters to Squad Leader"_

 _"_ _Receiving. Over"_

 _"_ _Activate Plan 'Fauna'. Over"_

 _"_ _Copy that. Over and out"_

"And Major Masters?"

"Yes Sir?"

"Inform the technicians. I want to put him through the procedure the second we have him in custody and concious. If we have his friends, he'll comply more willingly. He needs to be awake for the procedure to work"

* * *

Taking out the last robotic drone, he returned the small projectile launcher inside his wrist, turning back towards his teammates, a small note of confusion on his face, "Is it just me or is this-"

"Too easy?"

He was about to reply with a yeah, when he found himself unable to move. _Magnetic plates. Damn it!_

He was unable to warn his friends about what had happened, but the three of them were called super-spies for a reason, and they'd noticed when he froze, but it was too late for them. Even their highly trained senses and reflexes weren't able to stop the darts from piecing their necks.

Fighting to stay conscious, the four of them hit the floor, as their eyelids began to droop. They heard the distinguishable noise of the crunch of leaves under boots, as standard issue military boots came into view, and their vision faded to black.

* * *

 _"_ _This is Masters. Report"_

Prodding the four of them, ensuring that they were unconscious, their field leader, decked out in black and red tactical gear, reached up to his shoulder and grabbed his radio.

"This is Squad Leader", he rolled over their obvious leader to confirm his identity, "We have them. Tell the Colonel, the Subject X has been acquired"

* * *

 **Author's Note**

This is just an idea I've been sitting on for a while - since the mid-season finale. I've finally decided to post it.

Leave me a review, telling me your thoughts.

-MarvelMatt


	2. Discovery

**Chapter 2 - Discovery**

* * *

 _"_ _This is Masters. Report"_

 _Prodding the four of them, ensuring that they were unconscious, their field leader, decked out in black and red tactical gear, reached up to his shoulder and grabbed his radio._

 _"_ _This is Squad Leader", he rolled over their obvious leader to confirm his identity, "We have him. Tell the Colonel, the Subject X has been acquired"_

* * *

"SQUAD LEADER! GET YOUR MEN BACK INSIDE NOW!"

"MASTERS!" he calmed himself, shouting at a superior officer was never a good idea, "Gimme a sit-rep!" He paused, before adding, "What the hell is going on!?"

"We've got two more teams incoming. If it's S.H.I.E.L.D., we need to have him inside before they discover him. The Colonel wants to make a show of it now"

"Understood Sir", _damn theatrics_ , "We're on our way"

With a few curt commands, the men began lifting the unconscious bodies into their nearby parked SUVs. The bodies were piled in, one on top of the other, with it taking them all six men to carry the last body. His 'enhancements' weighed him down, before he was dropped, none too gently, into one of the trunks.

Wasting no time, the field team bundled into their SUVs and headed straight for the spillway entrance, their precious cargo in toe.

* * *

'The Bus' was capable of fully automated flight, but it was one of May's favourite times of day to sit in the cockpit, sometimes with Natasha, and just watch the world pass by. Like the feeling of a fight, before anyone had actually thrown the first punch, sitting there, knowing she was flying into a combat situation, bur before they arrived – those were the moments she lived for.

So it was with some highly disguised eagerness that she sat in her seat, with Natasha next to her, as they both looked over the horizon. The Black Widow and The Calvary enjoying the sunlight.

At the other end of the plane, Hawkeye was strapping himself into the webbing on one side of the ramp, should he be needed to provide covering fire during a speedy exfiltration.

In his experience, cover fire was _always_ needed.

Though, then again, that could just be the way he and Natasha did things.

On the other side of the cargo hold, the field team was preparing to disembark.

Fitz's brand new fully automatic ICER rifle was now in Hunter's hands, having been checked and re-checked to the engineer's meticulous standards. It had taken him eight months to build, and another twelve of designing, before the sole prototype had been constructed, and they were choosing now to field test it.

Said engineer was in the midst of checking every inch of Rogers' new stealth suit, which he had, much to his childlike delight, collaborated on with Tony Stark. It was designed to adjust to its surroundings, taking on the camouflage design it thought best. With a touch of the belt, it would revert to his Avengers' red, white and blue uniform. His trademark shield was slung over his back, where it could be quickly summoned, should a fight become necessary.

 _Here's to hoping it won't._

Coulson wore his usual shirt and tie with a Kevlar vest over his chest, while Skye wore a shield standard issue jumpsuit, with her own gauntlet, which helped control her abilities on case of emergency. Both of them had an ICER handgun tucked into a hip holster.

Fitz himself, wore his shield combat uniform – black t-shirt, combat trousers and jacket, along with a pair of combat boots. A black backpack was on his desk, ready to be slung over his shoulder when they left. Both Coulson and Skye were reminded of the old mission to Ossetia, the only difference in his appearance was the light stubble of a man who often worked late, and the ICER that was secured at his own hip, much like their own.

While Fitz's aim had vastly improved, he'd never been tested under duress, and they weren't too anxious to start his field training now.

Not that they really wanted to take him into field anyway.

May lowered The Bus into a clearing, with the ramp already lowered, and the team jumped out, into a four point defensive position. Coulson, Hunter and Skye had their weapons raised, and Cap's shield was in front of him, each of them facing in a different direction. Fitz's weapon was still holstered, and he was stood in the centre of their defensive cross, protected on all sides.

Slowly, and moving as a well-coordinated team, they moved silently into the forest, disappearing into the trees, and headed straight for the spillway.

* * *

Combat and dangerous situations were not new circumstances for S.H.I.E.L.D.'s Mockingbird to find herself in. Sat in the rear of the cloaked quinjet with Mack, Jemma and two members of her designated S.T.R.I.K.E. team, she silently ran her hands over her batons and handgun, inspecting them for anything that may cause a problem later on, be it chips in her batons, or a lack of oil in the barrel of the handgun. Bobbi Morse liked to be prepared for anything.

She watched on as Jemima mimicked her actions with the handgun.

After her defection, Bobbi had taken to attempting to teach her combat, but she spent too much time overthinking each movement and deciding what to do next to be at all effective in combat, so she'd had Mack take her to the firing range. After several sessions, she'd become proficient enough to kill anyone within one hundred yards, who was standing still … and not firing back.

She was allowed to carry a firearm by S.H.I.E.L.D.'s standards, however, she was not cleared for combat.

Mack was checking his rifle, while the two members of her assigned S.T.R.I.K.E. team were checking over their own, and then each other's.

That was something Bobbi could appreciate. She'd never met someone whose hands she could place whatever her life depended upon in. Even her marriage to Lance had never made her feel that secure. She'd tried a field partner before, in the old S.H.I.E.L.D., but never found one that she could work with.

Prior to his transference to Team 616, there were persistent rumours that Ward was to replace Romanoff as Fury's right hand, due to her involvement with The Avengers, and that she would be replacing Barton, to act as Ward's field partner and de facto number two.

 _What would've happened during 'The Fall', if that had happened?_

Their pilot's voice came through, shouting back to them that they were ready to deploy. The quinjet touched down, de-cloaking long enough for the pilot to see where he was touching down and for three of the four man S.T.R.I.K.E team to jump out, scanning the area, followed by Simmons and then Mack and Mockingbird.

The fourth man remained on board, waiting for them to get clear, before cloaking the quinjet and taking back off, where he could avoid detection longer, while remaining inside communications range.

Wasting no time, Mockingbird barked her commands and the team moved off, heading for the secondary entrance near the cliff face.

* * *

He was the last one to awaken.

"'Bout time your arse woke up"

Groggily, he opened his eyes to find his team shackled opposite him, but in the same position. Like him, the girls had standard issue handcuffs, chained above them by an extremely tight chain. He could feel them digging into his wrists rather uncomfortably.

His friend's hands however, where just stuck to the wall, so he raised his eyebrow in curiosity, and was rewarded with a one word answer, his tone conveying that he'd already answered the question twice.

"Magnets"

 _Ah. Clever._

"Are you guys alright?"

They snorted at that.

"You're the one who took an extra half hour to wake up. We're just glad you're up Boss Man"

He fought a smile at that.

Before they could even think about creating an escape plan, the door to their makeshift prison cell was thrust open and a small party of soldiers rushed in. They wore U.S. Military uniforms, but he recognised their movement pattern.

 _HYDRA trained._

The final man walked in, in dress uniform instead of standard field greens, with the gold leaf on his shoulder identifying him as a Major. While the soldier's rifles remained trained on him and his friends, the Major strode straight up to him, so that they were stood nose to nose.

Well … nose to chin. He found he still had a few inches over the other man. The Major wasn't used to being the smaller man, and he felt a smirk slip onto his face.

"Major Tony Masters. Hail HYDRA", his tone wasn't arrogant like he expected, just resigned. The mark of a man following orders, "Come with us, don't resist, and we won't have to kill anybody"

He made eye contact with his team, trying to assure them with his eyes, before returning his gaze to the Major, and nodding briefly.

The Major returned a curt nod, and he found his arms dropping, with a stiff soreness in his muscles. He shook them to get some feeling back, before stepping into the corridor and turning left.

He paused in his tracks and ignored the sharp jab to his ribs from the rifle, as he waited for his team to join him.

There was a scuffle from inside, followed by his three friends being marched into the corridor and to the right. They made to move after him but he shook his head, waiving them off, and Masters spoke up.

"You are to be examined. Don't resist and you will then be returned to your friends", he ignored the silent _alive_ , at the end of that statement.

Unbeknownst to him, his three friends were taken to the central room of the compound, where they were sat into metal chairs, with their hands cuffed behind them, well two were handcuffed, and he received magnetised clamps.

He himself was led into an examination room, and commanded to strip. The blank white walls and grated metal ceiling, matching his demeanour perfectly.

His own shyness non-existent, thanks to high risk seductions around the world, of both sexes, he removed his leather jacket, t-shirt, combat trousers, boots and underwear.

He stood there blankly, naked, as they danced around him, weighing, sizing, measuring and testing him. Reflexes, weight, height, lengths, widths, reactions, eyesight, hearing, body ratios.

 _"_ _Perfect muscle to fat ratio"_

 _"_ _Ideal height to weight ratio. BMI seems perfect"_

 _"_ _Perfect vision and hearing"_

 _"_ _Perfect reflexes"_

 _"_ _Perfect something else too"_

He unsuccessfully fought off a blush upon hearing that last statement, causing several of the girls to giggle. He was certain he saw one of the men stifling a giggle too.

Eventually, he was given a pair of skin-tight shorts to wear, and then taken in to the corridor, without a shirt or footwear. The cold air of the base making itself more prominent to his skin.

He was led into the same chambers as his friends before him, and his breath caught in his throat. Assembled with his teammates, were people he had _truly_ hoped that he would never see again.

* * *

Sneaking down the spillway was too easy.

Or maybe it was just Coulson's many years acting as a government agent making him feel paranoid.

Or maybe it was both.

They moved silently, Fitz's additions to StealthTec, such as noise compressors on the boot soles making their lives much easier. The suits even darkened in response to the amount of light in their surroundings.

The spillway was one long underground road, the started away from the compound and, like the military base it led underground. The walls dripped with moisture, dark green moss clung to the walls and the air itself was damp, creating a very unsettling vibe. Skye had to bite back a 'Chamber of Secrets' joke. This was not the time or the place.

They continued to scan over every twist and turn of the place, but it was all for nothing. HYDRA's top secret military base / scientific research lab was seemingly deserted. So either Coulson was about to lead his team into a trap, or Skye had delivered him some very bad Intel.

The end of the spillway was marked by one large steel reinforced gate. The dark metal taking up the entirety of the size of tone cavern. A line down the middle, to split the door into halves, and a single panel at the side, where soldiers would key in and out.

Fitz wasted no time in heading for the keypad, pulling a set of screws out of his bag, he knelt at the keypad and removed the cover panel. He worked, murmuring softly to himself, as he changed certain wires, and removed others. They were sure Fitz knew what he was doing, even if they themselves couldn't follow.

It was with a _hiss_ and a quiet "A-Ha!", that the door pulled apart, slowly at first, with the awful noise of metal on metal, before smoothly and silently, sliding apart. However, their congratulations died on their lips when they opened to reveal a small army waiting for them.

It seemed nearly half of the base's guards were waiting to greet them.

Approximately twenty men, each in different positions, with fully automatic rifles aimed at their chests. Too many for them not to end up dead in a straight shoot out, and being underground, their comms were unlikely to be able to reach for back-up.

 _Great, first I lead S.H.I.E.L.D. into a civil war of sorts and now … this._

No one blamed the exasperated sigh Coulson gave, as a man bearing the insignia of a Major walked up to them, a small contingent of soldiers moving to surround them. They quickly removed their weapons and handcuffed them.

Cap smirked slightly, being placed in standard issue handcuffs was a joke or him.

A joke that was soon snuffed out when he felt something jab into his neck. The cuffs felt suddenly heavy around his wrists. _Where's my strength?_

"What've you done to me?"

The Major smirked.

"Power locking serum. My own design", he gestured to himself proudly, "Temporarily nullifies the powers of any enhanced, gifted, mutant or inhuman. Effective for between two and four hours depending on the individual. No known exceptions"

As if to prove his point, another soldier jabbed Skye, who shook her hands, as though she'd lost the feeling in them.

"Now", the Major had lost some of his earlier cheerfulness, and sounding resigned to his orders, "Follow me and I won't have to shoot you or any member of your team"

* * *

As far as secret entrances go, Mack had to admit, sneaking down the side of a cliff, to get to one under a waterfall, was pretty damn cool.

The six man team moved slowly, ensuring that each step had stable footing, and that they were secure, before taking another. The discovered entrance was shorter than the spillway by much, but it required a lot more care, and therefore took the same amount of time, so there were equal chances of success.

Two members of the S.T.R.I.K.E team led the way, with Mack and Simmons behind them, and the third team member brought up the rear with Mockingbird.

Reaching a crevice in the cliff face, they all ducked through the natural waterfall, coming face to face with a single steel door.

The door was of average size, and locked with the same type of lock that were usually found on underground compounds. A large, circular, handle, which had to be spun to be opened.

Mack handed his own rifle over to the nearest person, who happened to be Simmons, as he grunted and heaved at the door, until it swung open. Panting slightly, he was handed his rife back from Simmons, who looked rather glad to be rid of it.

They moved into the next room, which was actually a short corridor, with another door on the far side. Mack, being the first in, went to inspect it, when one really important feature screamed out at him. There was no way to open the door.

"Guys it's a-"

The last of them filed in, and the door behind them swung shut, with the audible ' _click_ ' of a door locking itself.

"-trap"

Mockingbird turned to the door and attempted to wrench it open, but it was too late.

The gas had started to flood the room.

They fought against the effects, but it was pointless. The sedative properties of the gas had taken an instantaneous effect upon them. Within moments they were all unconscious and on the floor.

The security team moved in and took them from there soon after.

They were in for a rude awakening.

* * *

Coulson had seen many things as a member of S.H.I.E.L.D., and as Director, he'd seen even more. He'd met gods, monsters and people who were just plain weird, but still, entering the main room of the compound behind the Major, he found himself looking at quite possibly, the strangest trio he'd ever met.

They were such a strange trio, especially with how they looked now with their additions, that they had drawn his attention away from where Skye, Hunter and Fitz were staring at the people next to them – Bobbi, Jemma and Mack were also there.

 _Are they working together?_

All of them were handcuffed to their chairs, all but one with standard issue handcuffs, and he had giant manacles. They were obviously designed for stronger opponents, and Coulson found himself wondering how many people were brought here, for them to have specially designed manacles and serums.

His thoughts shot over to Skye, who looked just as cool as May had trained her to be, though Coulson could feel the fear and hesitation radiating from both her and the Captain as they were handcuffed to their chairs, in the same way as everyone else.

The loss of their powers had rattled them greatly.

Well, they were almost like everyone else, those manacles were too big for the chair, but he wasn't fighting back, so he was either under threat of death, or too aware of what would happen to his companions. It seemed it was in fact a trio and a sextet, and not one team, because he kept shooting the two girls reassuring looks, while he was steadily ignoring both sets of S.H.I.E.L.D. personnel.

One question was on the minds of Skye, Coulson, Fitz and Simmons however. There were two girls and the guy, the guy and one of the girls was a shock to see, but the other was recognised instantly, and if she was with them … _where was her 'partner'?_

* * *

The Major had taken up a position in all their line of sights, keeping their attention on him, as he stood, waiting patiently, with his arms behind his back, which Cap recognised as a standard waiting position. He was made to just stand still plenty of times during his own training. It's nice to see the military still has the same standards, even if HYDRA has managed to infiltrate them too.

The noise of marching boots, and the straightening of the Major's posture preceded the arrival of a man dressed in military dress uniform, wearing the rank of Colonel.

He was slightly overweight, but built, the mark of a man who was once well muscled, but has been unable to contain it for long after field retirement. His hair was buzz cut, but had three long scratches on the back, like a wild animal had attacked him with claws.

"Colonel"

"Major Masters. All accounted for?"

"All but the subject Sir"

The Colonel smiled at that, "They should be bringing him here now, prepare the men Major"

"Already done Sir"

They hit a break, as silence fell over them, as neither the Colonel nor Major Masters seemed inclined to speak, and based on the way the soldiers deferred to them, it was apparent that they were in command, so Coulson decided to use the pause to take in his surroundings for the first time.

He wished he hadn't.

On three of the room's four walls, there was different types of electronic equipment, looking like something out of 1970s war movie. It was all blinking lights and paper. In the centre of the room, which was actually below them, he realised, as they were actually on a viewing platform, overlooking the rest of it, was a tank.

The tank was big enough to fit a human in, lying down, but it was the attached needles that shivers down his spine. He saw Fitz examining the set up before paling slightly, and once Coulson followed the needles' tubing, he understood why.

It led to a tank, which was filled with a bubbling, silver substance that immediately made him feel uneasy, and though he tried to repress it, he shuddered slightly. Instantly, all eyes snapped to him, before they followed his line of sight, and he was met with everyone's uneasy looks.

The Colonel just chuckled, "Don't worry, we'll get to that in a minute, when our test subject arrives. In fact", his eyes flicked to the door they'd came through earlier, "Here he is now"

He felt the dread that was in his stomach plummet, making his unease become slight fear. He knew he had gone pale, as the blood in his veins ran cold.

Clad only in a pair of _very_ tight shorts, with an armed escort at his back, and a very murderous look directed at the Colonel was Grant Ward.

* * *

 **Author's Note**

Thoughts guys? And please, leave me a review. They keep me writing.

-MarvelMatt

P.S. Next chapter won't be up until we reach 10 reviews.


	3. Experimentation

**Chapter 3 – Experimentation**

* * *

 _The Colonel just chuckled, "Don't worry, we'll get to that in a minute, when our test subject arrives. In fact", his eyes flicked to the door they'd came through earlier, "Here he is now"_

 _He felt the dread that was in his stomach plummet, making his unease become slight fear. He knew he had gone pale, as the blood in his veins ran cold._

 _Clad only in a pair of very tight shorts, with an armed escort at his back, and a very murderous look directed at the Colonel was Grant Ward._

* * *

The soldiers rapped their rifles against his back and marched him to a chair, before handcuffing his hands in front of him. All the while, his gaze never left the Colonel's face.

"Ah Subject X", of course The Colonel was still smiling, "Welcome, welcome, after all, it is your homecoming. We've been looking for you for quite some time"

Ward scoffed at that, an irritated smirk gracing his lips, "Yeah. You, S.H.I.E.L.D., HYDRA and the U.S. Military. It's a big club. You should all get t-shirts"

 _Since when does the T-1000 know what sarcasm sounds like?_

"Oh no", The Colonel almost sounded sympathetic, "Not since 'The Fall'. We've neon looking for you since your escape almost twenty years ago. After all Mr Ward, you are the ultimate weapon. That's is what we programmed you to be"

Coulson felt his blood run cold, and judging by the even paler faces of everyone else, Fitz was now chalk white, they were scared by the implication of that statement.

He forced himself return to normal, wondering what The Colonel meant.

"Why?" At the Colonel's blank look, Ward pressed on, "Why so interested in a boy from Massachusetts? Don't get me wrong, I know how great I am now", _there's the cocky bastard I was_ expecting, "But there wasn't anything special about me, at least", he felt himself hesitate ever so slightly, "Not until after John Garrett trained me"

The Colonel began to laugh at that, "Why my poor … deluded friend. You were always special. Why do you think we kidnapped you? You were supposed to be our perfect tool! OURS!"

"I think you're mistaken", he replied, his voice remaining even, though the hatred was clear, "I was born in Massachusetts. I never left there until I was fifteen. I went to the woods in Wyoming, and it was there I trained for five years, turning myself into a survivor"

Masters chuckled at the side, "Oh, we know"

Ward narrowed his eyes, causing him to explain, "You never knew, but John Garrett monitored you every single day of those five years and kept very detailed records"

They could all hear Ward's gulp as he leant forwards, but the soldiers were too occupied by their enjoyment to notice him rotate his wrists to apply pressure to his thumbs, but Coulson was next to him. For a brief second they made eye contact, and Coulson nodded briefly, giving him a silent 'okay'.

 _Great, now we're allied with Ward._

"We know it all", Masters pushed on, "From being the whining little bitch, to developing hypothermia while sleeping inside a cave like the animal you are, to stealing supplies from nearby cabins and then being there long enough to begin building your own. We even have a set dedicated to your little friend. You do remember Buddy right?"

A low growl emanated from his throat in response.

"Yeah", Masters wasn't affected, "You remember the dog you were ordered to shoot don't you", several of the others scoffed unsurprisingly, "But you couldn't", which quickly shut them up, "You let your attachment to that stupid mongrel of a mutt-"

With a roar of anger and a sickening ' _SNAP',_ Ward snapped his thumb out of place and lunged forwards, as Coulson threw his head back, dazing himself, but stunning their guard. Ward wasted no time spinning and grabbing his sidearm, before firing, killing him and two more behind him, but there was simply too many for him to handle alone.

A quick swing to the base of his neck dropped him to his knees, and then two rifles were aimed at the base of his skull. _Checkmate._

The Colonel just laughed, "That was brilliant! I knew you were definitely the right man, even all those years ago when we first met"

Still dazed, Ward spat out, "We've never met. I'm sure I'd remember such an asshole"

"You wouldn't remember anyway. After all what use is memory wiping if you can remember who you were before?"

* * *

The silence was deafening.

Everyone there wore matching expressions of shock. _Ward was brainwashed? … What the damn hell? … That's not even possible?_

" _You"_ , the Colonel stretched out the word, like it was the greatest insult he could think of, "Are EVERYTHING I despise _MUTANT!"_ The Colonel looked furious now. "You with your unnatural powers and abilities are an abomination to mankind. So we captured you, froze your abilities, and then wiped your mind. You would've been HYDRA's greatest weapon if it weren't for Garrett getting desperate as he died. He took your control words and chip and set them for himself, but he lost them when he died. Fortunately, we had created another, for just such an occasion", flourishingly, he pulled put a small white box with a single red button clearly labelled 'DISABLE'.

"I do this for my God", the Colonel actually sounded as though he believed that, "To help scourge the planet from the mutant plague. Your kind brought this upon yourselves"

With a cruel smile, he smashed his thumb onto the button, and Ward fell to the floor screaming in agony.

It was too much for him to handle, his senses were being completely overloaded and he felt as though he was on fire.

 _*Sniff*_

 _Scotch Whiskey on both the Colonel and the Major's breath. Fitz's usual deodorant – Right Guard aerosol, with Head & Shoulders anti-dandruff shampoo and lightly minted Colgate toothpaste._

 _Skye's vanilla perfume, with Imperial Leather guava and passion fruit two in one shampoo and conditioner and the scent of caramel – she's been sneaking sweets under May's nose._

 _Coulson and Rogers – both wearing a 1940s vintage aftershave. Deodorants - aerosol and roll on Sure Men. A hint of May's Sure Women on Coulson._

 _Hunter – Lynx Chocolate body wash and shampoo._

 _Morse and Simmons – identical body wash. Simmons has the strawberry hair conditioner._

 _S.T.R.I.K.E team all wearing scentless, leaving their body odours easier to identify – traces of a fourth man. They probably brought a pilot._

 _My team – a mix of pizza, beer, cheap toothpaste, roll on men's deodorant, two ladies aerosol and Kara's lavender oil body wash. Akela's is scentless and Mike smells slightly burnt. His circuitry's heating up again._

 _Military personnel – All using the same body wash and shampoo. Different body scents. Traces of whiskey on the Colonel and the Major. Masters also has cologne on. Cheap cologne. And toothpaste. Family toothpaste._

 _THE NOISE! The breathing. Inhaling and exhaling. DO IT QUIETER!_

 _Skye, Akela and Kara screaming the word 'STOP!' The computers and their constant noise, the machinery in Deathlok, constantly whirring. Watches ticking. 'Tick', 'Tick', 'Tick'._

 _A man screaming in pain – WAIT! that's me!_

"STOP IT!"

Kara and Akela were joined by Skye in their pleas for him to stop, but it was of no use to Ward. The pain, the never ending agony just continued, pulsing through him like scorching needles.

The others watched, horrified, as he seemed to collapse into himself after screaming at them. The Colonel was transfixed, as were the scientists that had appeared during his collapse. Staring at him, like he was a lab rat, just primed for experimentation.

The screaming eventually stopped, and Ward pushed himself up from the floor and into a kneeling position, his breathing was laboured, and sweat was pouring off of him, but otherwise, he seemed unharmed.

"Brilliant!" The Colonel looked gleeful, "That's exactly the response we wanted. One through twenty two couldn't handle that, but twenty three could! You did brilliantly! Now", his expression changed from one of utter glee to the tone of one used for condemning a man, "Let's get onto business"

 _This doesn't sound good._

* * *

The scientists in their white lab costs continued to bustle about below them, their interest from watching Ward's breakdown gone.

Ward, surprisingly, was now sitting up straighter, looking much better than he had mere moments ago. He was sat straighter, he looked sharper, and Skye could've sworn he had bruises on back, but now there were none. The swelling that should've been on his hands was non-existent.

In fact, he seemed to be in much better shape now. More _defined_.

Not that she was paying attention, but she couldn't help but notice that everything about seemed to be in better shape, and judging by the looks he was receiving, especially from the female members of their merry little group, she wasn't the only one who had noticed.

"Well now that that's out of the way … You're probably wondering what this place is. Welcome to Alkali Lake", to emphasize his point, he made a grand sweeping gesture to showcase the lab they were in.

"You see, back in the seventies, HYDRA became obsessed with trying to replicate Dr Erskine's Super Soldier Serum, but after failures like the Winter Soldier, they decided there had to be better methods, and they decided on a new one. What if instead of trying to improve a human, we took a normal one and made him indestructible? Then in the late seventies, I led a Special Forces team into Africa, where I found a rather large meteorite essential to our plans"

The Colonel looked towards the metal container which held the silver liquid, it continued to bubble menacingly, but that didn't disturb him.

"We used the ore from that meteorite to create a very specific metal", he paused for effect, "Adamantium"

Fitz, Simmons and Mack all gasped, as Fitz breathed out, "The indestructible metal"

The others all turned to him in shock. _Indestructible? Really?_

"So you've heard of it?" The Colonel seemed quite impressed, "Well … Garrett's files did label you as a genius and a weakness for Mr Ward here", he clapped Ward on the shoulder, and he let out a low growl in response.

"So we looked at Weapon I"

"I?"

Masters shot a look of derision at Skye, and fought the temptation to roll his eyes, "I? The Roman numeral one"

She looked embarrassed at being corrected on something so basic.

"Weapon I was called Steven Rogers", he paused long enough to pat the man himself's cheek, "And then later christened Captain America, so HYDRA tried something similar with Weapon II, and gave him the new name of The Winter Soldier. But the success was relative. He was effective, but difficult to control, so we came up with the idea of adding new discoveries onto gifted individuals, and then in the seventies, HYDRA got word of a rare meteoric ore in the jungles of Africa, and my team was sent to investigate"

"I was on your team"

They were the first words he'd spoken since his collapse, and everyone's eyes snapped to him, some of them even looking at him in confusion. But the Colonel just nodded.

"Yes. You were, though you left after you found difficulty in some of our methods in the eighties, but that was a problem. You were supposed to be Weapon VIII, but you disappeared and by the time we found you again, Weapons VIII and IX had died. You were supposed to be the first to survive. Weapon X"

"Why me?"

"Why you?" The Colonel tried not to laugh, "With your healing factor, you are the ideal candidate. Have you noticed that your thumbs are no longer broken yet? You are quite possibly the only person on planet Earth who could survive this"

"Survive what?" Simmons spoke up from her chair, her voice betraying her fear, "What do you need _him_ for?" Even when held captive together, she still managed to voice her utter hatred of him.

"Do you know why we have to keep the Adamantium hot enough to stay in liquid form? Because once it cools for the first time, it can never be reshaped, it is quite literally, indestructible. We're going to coat _him_ in it. Or rather, his skeleton"

With that, he pulled out his sidearm and aimed it right between Skye's eyes, as the other soldiers did the same, so that everyone had a weapon pointed at them.

"Now get in the tank, or I'll kill them all"

Ward let out a chuckle at that, and sent a raised eyebrow in the Colonel's direction.

"You're bluffing. You need me to comply"

He noticed Kara flinch at his choice of wording, but he had much more pressing matters to tend to than her feelings. Such as getting her, and everyone else, including himself, out of there alive and in one piece.

The Colonel's smirk just widened in response, before he lowered his gun, and Ward felt a small senses of relief wash through him, before the Colonel raised his gun and fired.

The bullet passed straight through Skye's thigh, and she bit down to contain her scream, but let part of it slip through her teeth. Simmons' murderous glare was directed at him full force, while Coulson had attempted to surge out of his chair, but without the ability to break his own thumbs, all he hot were some sore wrists and neck, where his guard had grabbed him.

"You're right of course. We need YOUR compliance, as for your friends … if they aren't sufficient motivation, then they are _expendable_. Major Masters, take aim"

Masters drew his own sidearm, and levelled with the temple of Kara's head, before deliberately turning off the safety, and resting his finger on the trigger.

"Fir-"

"STOP!"

He felt himself wanting to be sick, he could even taste the bile in his own throat. At some point, he'd considered most of these people his friends, and he had almost been prepared to let one of them die for him, but he couldn't do that. Not again.

"Just stop", he could hear the desperation in his own voice, and the Colonel knew he had won, "I'll do it, just … stop … please"

"Stand down. Major, ensure he follows through"

"Yes Sir"

"And Weapon X, welcome … welcome home"

* * *

His team tried to fight out, but it was of no use, there were simply too great a number of enemy combatants to deal with. His team looked about ready to attempt disarming moves on their captors, but there were simply too many to avoid casualties on their end.

He shook his head, and they sank back into their chairs, looking completely defeated. His true family were sitting there, unable to help him and it broke their hearts. His was broken from seeing them so lost, but they were so strong.

Kara Lynn Palamas, or Agent 33, as S.H.I.E.L.D. had designated her, was undoubtedly the best friend he'd ever had, or even could have. When he'd been left for dead in San Juan, she was the one who pulled him from the dirt, stitched him up and helped him to walk. So he'd taught her how to stand on her own two feet, separate from Whitehall, and together, they'd turned themselves into a force to be reckoned with.

Then there was the machine man, who had left his own family behind, in an effort to write the wrongs he'd been forced to endure while his son was held captive by HYDRA.

Mike was a good man, and he could've just shrugged it off as not his own fault, but he didn't, instead he shouldered the responsibility, and tried to clear his conscience. He hadn't tried to run from his metallic parts either, he'd began upgrading himself, adding new weaponry and gadgetry to his arsenal. Deathlok, as he'd continued to call himself, had then saved their asses.

They paid him back, by helping him add more upgrades to his arsenal, and then he'd decided that he could do more with them than against them.

Akela had joined the trio by accident.

The three of them had been passing through a small town in Wyoming, preparing to take out a hidden HYDRA base when, instead of waiting for a fight, HYDRA had taken the fight to them. They'd been surrounded on three sides, when one man had managed to get behind them.

If Akela, who'd been staying at the motel, hadn't taken him out, he would've put a bullet right in the back of Ward's head.

She'd been with them ever since.

And now, he was going to throw that all away in an attempt to save them.

Just like he'd thrown away his old team.

He could see them, in the here and now, and he could see how they'd all changed.

Coulson seemed older, more wearied, the effect and pressure of being Director where prominent on his worry lines. Yet the man also seemed 'wholer' than before. His obvious relationship with May was doing him some good.

Coulson was a good man. Even John Garrett had agreed on that. He was one of the few, a man who wanted what was best for those around him, even sometimes, at the sake of himself.

Simmons was the biggest change. He could see it in her face and it was written all over her body language. The hatred and the fear. He knew part of that, possibly a very large part, was directly his fault, from his actions during 'The Fall'. She was no longer trusting and caring, and she had visibly flinched when the word 'mutant' had come up. She was also wary of Skye, which both pissed him off and confused the crap out of him.

Fits seemed improved from the last time they'd seen each other. There was seemingly no stuttering or shaking in him now. So that was good. Yet with the S.H.I.E.L.D. split, Fitzsimmons seemed to be just Fitz and Simmons. Ward couldn't help but wonder how the split had affected them both.

May … well May wasn't there, but he was willing to bet she was still just … May.

And Skye. She'd been through one hell of a transformation from the person he was when he'd first seen her to who she was now. The naïve, almost childlike innocence had been replaced by the mask of a composed and tested field agent. Speaking as her ex-S.O., he was quite proud. Speaking as the man who'd fallen in love with her, he was disappointed, but like his feelings, her naivety, had disappeared in a hail of bullets.

Still, he loved them all, or at least used too, in some way, and walking into the tank felt like walking to his death with them watching. He could see Kara fighting against her restraints.

The best friend he'd ever had was fighting to save him, and yet he was now unrestrained, and walking into their readymade trap.

* * *

They led him down to their tank, and he felt the unease gnawing at him.

Like the others behind him, Coulson watched, both transfixed and horrified, as Ward allowed himself to be led down to the tank, following with his head down, like a submissive dog following his master.

He spared a glance at the others, and found that 33 had shrunk into her seat, her face defeated, but her gaze was locked onto Ward. Coulson sent another look sideways, the silver liquid – the Adamantium, was still thickly, bubbling away.

They all watched as Ward was lowered into the tank, and the doctors set about attaching electrodes to his chest, marking him in black ink, as others set about, inspecting the needles attached to the tank, while others set about checking the tubing. One woman attached a breathing apparatus to his face, and with a nod from the Colonel, Ward was lowered underneath the water.

TV monitors flicked on, one showing his face underneath the water, another showed his full body, and two more did the same, but with the visuals of an x-ray, his white bones on a dark blue background.

"Are we ready to proceed?"

The Scientists checked over everything with one last look, before one man sent the Colonel a nod, and the Colonel smiled smugly, "Then begin"

The needles began to spin.

They descended, with the noise of a dozen drills, towards his body, lining up perfectly with the markings on him. They watched him twitch in the water, as fear set into his body, yet he fought to remain still, to remain in control of himself.

The real horror began when the needles made contact.

They didn't enter gently, but with alarming speed and depth. The x-ray images showing them digging into his bones.

With a sickening gurgle, the Adamantium began to flow, and Ward began to thrash.

Not in fear or anger, but in complete agony. His face twisting in such a way that the needles tore at his skin, causing his blood to enter the tankard, giving the clear water a pale red tinge. The onscreen skeletal images glowed bright orange, the scorching heat of the liquidised metal on display.

And as abruptly as it had started, it was over.

The Adamantium sources were depleted, and the orange rapidly cooled to a metallic silver, but none of them noticed.

They were all staring at the vitals monitoring screen.

Where the flat red line told them that his heart beat no longer.

* * *

 **Author's Note**

Thoughts people? Loved? Liked it? Hated it?

New idea I've had - I finish uploading the first part of this story (another 4 - 5 chapters), then I upload a prequel, focusing on and explaining the changes in the teams (how Ward's team was formed, the formation of S.T.R.I.K.E etc), and then the rest of this story. What do you guys think?

'Till next time  
MarvelMatt


	4. Survival

**Chapter 4 - Survival**

* * *

 _The real horror began when the needles made contact._

 _They didn't enter gently, but with alarming speed and depth. The x-ray images showing them digging into his bones._

 _With a sickening gurgle, the Adamantium began to flow, and Ward began to thrash._

 _Not in fear or anger, but in complete agony. His face twisting in such a way that the needles tore at his skin, causing his blood to enter the tankard, giving the clear water a pale red tinge. The onscreen skeletal images glowed bright orange, the scorching heat of the liquidised metal on display._

 _And as abruptly as it had started, it was over._

 _The Adamantium sources were depleted, and the orange rapidly cooled to a metallic silver, but none of them noticed._

 _They were all staring at the vitals monitoring screen._

 _Where the flat red line told them that his heart beat no longer._

* * *

BEEP.

BEEP.

BEEP.

The red line stared back at three of them, mocking them all, as they were unable to do anything to save him. The water, tinted a pale red from the influx of his blood, was near still, broken only by the needles as they were removed from the tank, still smouldering from the intense heat used to break through his skin and bones, they were no longer spinning, but it was too late.

Grant Ward was no longer moving.

Grant Ward was dead.

A sob escaped from Kara, still confined to her chair, where she'd been fighting valiantly to get to him. Her own wrists stung at contact with the air, slick and stained red with her blood, from where she had sliced them open, fighting to get out of her handcuffs.

On either side of her, Akela and Mike both looked on, with empty expressions filling their gaze. They were both just staring at the tank blankly, in an attempt to forcibly will him back to life.

The SHIELD members were in shock, Coulson knew for certain he was, he had to try and stay composed for his team. It was just so unreal.

If he'd been asked for what he thought were constants in life, then there were obvious answers. The sun rose in the east, set in the west. May drank her herbal tea, without fail, at 0600 every day. There was no one Skye couldn't out-hack at any given moment. Fitz and Simmons were geniuses, and despite the fact that he was a lying, traitorous bastard, Grant Ward could survive, _and would find a way to survive_ , anything that life decided to throw at him on any given day.

It was just who he was.

And then he'd watched on as the same man had willingly walked to his death.

Ward's 'team' (or whatever they were - he could figure that part out later, when they weren't still in danger of dying) had obviously already firmly planted themselves in the denial stage of grief. His own team were still at eyes-wide 'what-the-hell' shock except for The Captain. He was seemingly firm, focused, and staring intently at the tank, muttering words only he could hear under his breath.

Simmons seemed to be the only member of his original team not looking at all surprised. If anything, she looked somewhat gleeful.

 _Just when did you let this happen to her?_

 _Why did you let it happen to her?_

Major Masters had nothing on his face, but the schooled look of a soldier. Regardless of the outcome, he'd be the one managing to control his expression, and in this case, he was masking his disappointment.

The Colonel seemed truly devastated.

Not at the death, but at what the death represented.

His life's goal had just gone down in a tank. All of his remaining Adamantium reserves were now depleted, all of his scientists were useless to him, and the sole subject he'd been searching for, dedicating resources to for nearly twenty years, had died during the process.

His hands had an iron grip on the platform railing, so much so that his knuckles had turned white from the stress upon them. He visibly inhaled, drawing in a deep breath, before straightening up, and returning to his no-nonsense tone.

"Major, have the data from the experiment collected and collated, add it to the existing research we have, and then get the men to start work on Weapon XI. We have no time to waste"

Masters straightened up minutely, "Yes Sir. What should we do about the prisoners?"

His eyes roamed over them, hovering over Skye and lingering on Rogers long enough to make him feel uncomfortable, before The Colonel spoke again, "Keep the two powers, we may be able to use their DNA at a later stage. Execute the others"

* * *

Pain.

Burning, white hot pain.

Relentless and unyielding.

Never ending agony, his body was on fire with a thousand flames.

Hot knives burning below his skin. Digging through his skin. His bones burning, his skin heating up, melting on contact, the heat, the unending heat, the cool of the water fighting against him as he fought and thrashed.

Trapped underneath.

Drowning.

In a cage.

Like an animal.

 _The animal doesn't like to be caged._

The animal wants to be free.

It wants to fight.

To go to war.

War.

Constant war.

War, never-ending war.

 _Can you remember it?_

 _Can you remember them?_

The Revolution. Oh the horrors he'd seen committed by the 'good' guys. The illness and uncaring of the First World War. The outright destruction of Second World War. Violence in Vietnam. Fighting in France. Sowing the seeds of a revolution in Spain. Helping Britain with their invasion of Normandy, right on the front lines. Running through the ice-lands of Canada.

Canada…

I'm a Canadian.

 _Wait… really?_

A Canadian by birth.

By blood.

So much blood.

There was always blood.

The smell of blood, and gunpowder, and explosives, and death and decay.

That stench of decaying flesh never left you once you'd smelled it

The blank vacant eyes of the dead. Watching as they fell. Fighting for them. Avenging them. Watching the enemy fall down at his own two hands. Outliving them.

Outliving them all, always healing, never dying, never aging.

Essential immortality.

A lifetime of loss.

A lonely soldier.

The last samurai.

But there are always heartbeats.

If one remembers to listen.

Strong, constant, and steady.

All of them.

If one just simply stops and uses his ears.

Mother, father,, sister, brother. Brothers in arms. Mentors. Students. Lovers. Janet, Emma, Kayla, Melinda, Jemma, Skye, Akela, Mike, Kara. James, John, Phil, Victor, Leo, Thomas, Christian, Moira, Terrence.

Liars?

Murderer, protector, killer, hunter… soldier?

Samurai?

 **A Warrior.**

 _Yes…_

The mission isn't over.

Pain once more.

A constant pain. The phantom pains. Always coming, and never-ending.

Wouldn't it be easier to just give up for once? To just stop fighting for once in his life, and let it all just slide away? Let it all wash away down the river?

 _"_ _Execute the others"_

No!

Never.

Not while he could draw a breath.

The mission must continue.

The animal must awaken.

And animals hunt.

Time to go hunting.

Now, get up!

Get up and FIGHT!

GET UP AND FIGHT GODDAMN IT! FIGHT!

…

…

…

"Do it... Logan"

* * *

He was dead.

They'd watched on, as he had walked down towards the tank, not fighting or complaining, and not talking, not making a move to utter a single word to them.

Not even a goodbye.

Stoic to the end, even in the face of death.

The same man Kara had pulled, shot up, riddled with bullets, and half dead, from out of the rubble of a HYDRA base. The very same one that had fought tooth and nail to survive against four bullet wounds in the bed of a sleazy motel that a half-crazed, half-empty Kara had managed to book for them. She'd seen him take on seemingly impossible odds and walk away the victor. The man was a natural born survivor.

One who had _walked_ to his death.

Kara was staring at her hands, watching as the blood slowly dripped down her hands, partially painting her nails a dark crimson. Mike's hands, though still magnetised together at the wrists, rested on Kara's knee, his thumb tracing soft circles, all of his attention devoted on trying to ground her in the reality of the situation.

Akela was looking away from them, in a vain attempt to afford them some privacy, knowing how much Kara needed Mike at that moment. She looked away, over towards where Ward was now resting, still inside the tank, and hopefully now at peace.

She couldn't help taking him in. He was just so large, so massively muscled, looking like he was a machine hidden inside a man's body.

Her eyes rested on his face, which was where she looked into his eyes, expecting to see them blank and glassy, but wanting to see them one more time nonetheless.

And then he blinked.

* * *

"Execute the others"

Masters smiled slyly at them all, before aiming his pistol back at Kara, pausing only long enough to gaze intently at her. Mockingly, he reached up, using his left hand to stroke her cheek. The action could've been considered a loving one, if not for the creepy look on Masters' face, and the disgusted one on Kara's.

He bent down, his breath tickling her ear, making her want to vomit, and he lowered his voice, whispering in her ear, yet remaining loud enough to be heard by everyone, "Rumour has it, that you can look like anyone you want. We could keep you, I'm sure my boys could have some fun with you. What d'ya say?"

She shivered, feeling fear running down her spine, as Mike jerked against the magnets holding his wrists together, "Just shoot me already"

"I dunno", he looked at his men, who all looked lecherous, "What do you say boys?"

One of them began stroking Simmons' hair from behind, making the girl whimper in fear, so he moved to her neck, and wasn't deterred when tears began slipping out of her eyes, but she didn't call out, she held herself strong and resolute, and Bobbi felt proud, seeing her resolve.

The Colonel looked bored at the situation, and maybe even slightly disgusted - it was hard to tell. But he didn't order them to stop, he was just letting his soldiers have their fun.

And then they heard it.

Beep.

BEEP.

BEEP!

BEEP BEEP!

A heartbeat.

Before they'd all managed to get a good look at him or the monitor, the scientists were already in motion, taking places at their consoles.

"We've got a steady heartbeat"

"Blood pressure rising"

"His vitals are rising"

"Guys, his adrenaline's spiking. Oh God!"

The Colonel's interest was instantly grabbed, worry lines etching themselves onto his face, "What is it!?"

Her voice was barely a whisper, fear lacing every syllable, "Colonel, we have confirmed brain function"

Coulson let loose a breath he didn't realise he'd been holding as he heard a chuckle from his left, and he caught Cap sporting a smug grin, he was about to ask what the hell was so funny when the super-soldier chuckled again, "That stubborn bastard… he never changes"

"Is he stable?"

The Colonel's voice pulled them back to reality. The scientists in their white lab coats still bustled about the monitors checking readings and making notes on their clipboards, before a middle aged woman, who wore her dark her up at the back turned to face him.

"Yes Sir. All of his vitals are returning to normal. He's completely stabilizing"

The Colonel nodded his head, a satisfied smile stretching across his face as he stroked his chin, running his hands through the beard of stubble.

"Good, that's good… then wipe his memories", at his words, Ward's 'team' attempted to rush to their feet, simply to be pushed backwards again at gunpoint, "yes, wipe them completely, and then terminate him. We'll use him as the genetic template for Weapon XI"

* * *

 _"_ _Yes, wipe them and then terminate him. We'll use him as the template for Weapon XI"_

NO!

He would survive.

And it was time he set the animal free.

* * *

The heartbeat monitor snapped from a lull resting to an intense race, shooting to the top end of the spectrum, and grabbing everyone's attention. Scientists swarmed the various pieces of equipment, as the female who'd spoken earlier grabbed the main monitor and ran the data through her head, before taking a step back, her legs shaking, even as her boss yelled at her.

"Dr Kinney!? What is it!? What's going on!?"

She turned towards him in all of his military might, and visibly swallowed, "I think… Sir… I think he might have heard you"

He felt his face go slightly cold as the blood left his upper body, and rushed to his legs. His fight or flight instincts urging him to abandon his post and run. Fighting him now would be foolish. They weren't prepared to be able to kill him.

 _He was supposed to be obedient!_

They hadn't even fully expected him to survive the procedure.

They expected him to be completely brain dead, at the very least.

Glancing around at his men, who were all visibly nervous, he barked his orders.

"All of you! Take aim at Weapon X!"

And then, his entire world exploded in one word.

"STRYKER!"

* * *

Fear.

Pure, unadulterated fear.

That was what the Colonel was oozing.

Colonel _Stryker_ , as Ward had named him, was visibly shaking and pale, and Coulson couldn't help but smile viciously.

 _I hope he tears you and your men to pieces._

Exploding up from where he was lying in the tank, sending cables and water flying everywhere, he was shot straight in the head by Masters, who had recovered from his initial shock.

The bullet struck him in the centre of his forehead - a straight kill-shot.

And it bounced straight off.

The new silver on his skull revealed itself, before his skin visibly healed itself over the wound, stretching to cover the gap where his brain matter should've been oozing out of.

Coulson knew he was gaping, but he couldn't bring himself to care. Ward had just shrugged off a bullet to the brain.

 _Talk about a survivor._

With a feral growl, Ward leapt from the tank to the floor and sank his fists into the two soldiers that tried to intercept him, dropping them to the floor, and it didn't take a genius to know that they were dead.

And he didn't stop there.

He let the two men fall on their own, before moving to the stairs, sinking both hands into the first man who was stupid enough to get in his way, before throwing him at a second. The third man opened fire, decorating his chest with bullet holes, but like with the first shot, the wounds just closed over, the bullets just serving to irritate him, like mosquito bites, as the metal casings fell to the floor.

By the time he'd fought his way to the top of the stairs. Seven more men were dead, and the ones that were supposed to be guarding his team and company had fled, fearing for their lives. Only Masters was still there, his pistol, once again, aimed at Kara, only this time he was stood behind her.

Ward took a step towards him, with no small amount of blood dripping from his hands, which combined with the snarl on his face, the ferocity in his eyes and the water dripping down his body, it made him look downright animalistic.

"Stop! Hold it right there or I shoot her"

He took another step forward.

"I mean it!"

"No you don't", for someone who had just viciously tore his way through ten men, his voice was unnervingly calm, "I can tell", he smirked, which just served to look frightening with the blood, "You wanna know how I know?"

Masters just remained upright, he didn't indicate anything, so Ward took this as a sign to continue his explanation.

"They all wanted an animal. What exactly did they tell you about me - what a healing factor? Is that all?"

Masters nodded.

"I am an animal - a hunter with his claws. Enhanced speed, reflexes, coordination, senses", he chuckled lightly, "Enhanced sense of smell. And I can smell it on you, your fear, your desperation, the cheap cologne, the scotch you had earlier today, the toothpaste you used this morning - an Aquafresh family pack, if I can remember rightly. I can tell all of that, just by being near you"

Master gulped.

"The best one though, for tracking, is always the faintest smell, but others can linger on you. The body odour - a unique scent for everyone, and I can smell it lightly fruity, so tell me", Ward licked his lips as Masters went paler, "Who is the girl? Girlfriend? Wife?… Daughter?" The sharp intake told him he'd hit his mark.

The pistol was shaking in his hand now, "You might not be afraid of dying, but if you pull that trigger. I will find that girl, and I'll kill her, but she won't get the quick release of a bullet to the head. I'll make it slow, drag it out, use every method SHIELD, HYDRA and the world over have taught me, and when, and only when, she finally begs me to end it all, will I finally give her the sweet release of death, and free her from this world"

Ward took three more steps, coming near face to five with Masters, both of the stood over Kara, as his hand was still quivering, and softened his voice, "Now give me the gun, and I promise she'll live"

He hung his head, knowing he had been beaten, and silently offered the gun pistol grip first. Ward offered his left hand, taking the gun and dropping it to the floor with a clatter.

Before sinking his right hand straight into the other man's gut.

Gasping for air, he sank to the floor, three large gashes in his gut, but Ward had already turned his attention away from him, and to the others.

Coulson couldn't help but stare at the three metal claws sticking out of the man's hand.

Turning to face the group, he stalked over to them, away from where he had deposited Masters on the floor. Looking at them, that feral glint still present in his eyes, he loomed over Coulson, his claws on his right hand still extended, looking every inch a predator sizing up its next meal.

Then he moved.

With the whistle sound of movement through air, and the sharp 'CLACK' of metal on meal, his claws went through Coulson's handcuffs, like a hot knife through butter, but with sparks. With a quiet thud, they hit the floor, and Coulson stood up, rubbing his wrists, but smiling gratefully.

"Thank you"

Ward just nodded, grunting his acknowledgement, before turning to the next person in the line, who happened to be Fitz, and repeating the process. He was aware of the scared looks he was receiving from everyone besides Coulson, half expecting him to turn and kill the man, the same way he had just dropped Masters, who was still breathing heavily on the floor, as he struggled for air.

Fitz eyed him warily as he was released, before moving to help Skye, who was the next one released from her handcuffs, attempting to tend to her bullet wound, while she protested she was 'fine'.

Fitz ignored her and tore off a piece of his jacket to dress it, while she sat there taking it, and Ward moved off, releasing Hunter and Rogers. The latter shot him a strange look, as though he was struggling to look at him, before they moved to grab some of the fallen soldiers' rifles.

He let the 'other' SHIELD loose next. The STRIKE members and Mack, joining Hunter and Rogers, who eyed each other warily. Simmons' glare didn't let up on him, even while Morse was checking on her. He was impressed with how she could show so much hatred and fear of him at the same time.

Finally, he reached his own team.

Ignoring the curious glances they were all receiving, Mike stood up, and allowed the magnetic shackles he was contained in to clatter noisily to the floor with a flash of Adamantium, before clapping Ward on the back and sending him a grateful smile.

"Thanks man. Glad to see you're okay"

"Base schematics and data. Go"

He rolled his eyes, "Yes Boss", before striding over to one of the base computers, and pulling a USB attachment from the plate on his left forearm, he plugged himself in. Those closest to him could see the information whirring around in his cybernetic eye.

Akela kissed his cheek before moving to grab one of the rifles, before heading over to Deathlok, and while he downloaded, she scanned the area around them. Her own cybernetic eye was less augmented than his, but it had a few features that his didn't, including thermal and night vision additions, while his remained in x-ray only.

With a final slice, Kara was free from her own restraints and threw her arms around his chest, squeezing him tightly.

"I thought you were dead", she whispered, and he could hear the anguish in her voice, so he lowered his volume to match hers.

"It'll take more than an excruciatingly painful experiment, a few dozen soldiers and a few hundred bullets to kill me", he squeezed her, tightly, "I'm fine, I promise. I'm just glad you're okay too"

She squeezed him again, even tighter than before, before moving off, grabbing the last of the rifles, and running it through a few basic safety checks, while Deathlok 'unplugged' himself from the base's mainframe.

"Guys. Gimme a sitrep", he was glad to hear his voice was still strong, he hadn't damaged it screaming underwater, and he was back in command, his tone conveying that, causing Akela and Mike to turn to him.

"All the data we wanted has been downloaded"

"Soldiers have regrouped, and are all concentrated around the entry points. Either way we decide to go… it's gonna be a fight"

"Okay then. There's no sense in waiting around for them. Let's move"

His team moved to the corridor he was looking at, as he sniffed sharply, causing them to look at him, while stifling a laugh.

His response was to roll his eyes.

He then took a look back, to where Coulson and Morse's teams were stood, preparing themselves to leave. He made a snap decision, one which got him curious looks from his friends.

"You can either come with us or make your own way out. Either way, we're leaving now"

* * *

They had turned into the first corridor when a shuffling of feet told them that Coulson's team was joining them. Skye was leaning against Fitz for support, while Coulson, Rogers and Hunter were all carrying their rifles aloft.

"You'll work with us to get out of here? For nothing?" Coulson, with good reason Ward supposed, sounded sceptical of the idea.

"Well… you bring a quinjet?"

"The Bus"

"How 'bout a deal then?" Coulson's eyes narrowed slightly, but he didn't outright object, so Ward pushed forward, "We help you out. You give us a ride. We came by Jeep, and I really don't fancy fighting our way back across the border. We get out, then we can all go our separate ways"

Coulson regarded him for a moment, before offering his hand, "Deal"

The two of them grasped hands briefly, before Ward turned on his heel and Rogers moved up to join him, clearing the way forward necessary. SHIELD's Captain America and HYDRA's Weapon X were working together to escape a HYDRA facility.

The irony wasn't lost on any of them.

"Where're the others?"

Rogers regarded him briefly, "They debated coming, but that Agent Simmons really doesn't trust you, like at all"

Ward sighed softly, "Ah well… less to worry about I suppose"

While they led the way, a little way ahead of the group, Deathlok and Hunter fell back to cover the rear and Rogers continued to strike up a casual conversation.

"Does your healing factor stop you aging by any chance?"

He shot Rogers a curious look, that was something he'd been thinking, before they turned a corner, and he sank his claws into the two guards, while Rogers shot the third, and they ignored the others who had tightened together in an attempt to listen in on their conversation. "I think so. I mean", he cleared his throat, "I had a few flashes of myself fighting in wars while I was in the tank. World War One, Two, even Vietnam, and a few others, but I can't be certain really. It's mostly a blank and one helluva headache. Why'd you care?"

"Before I put myself on ice, I used to go on high risk ops because of my powers", Ward shot him a 'no shit' look, "anyway, for a while I worked with a guy from the Canadian Special Forces called Logan. It could be you, or at least a relation of yours. You do look exactly the same, I always thought he had to be some sort of super soldier like me, he was fast, strong too, but I never saw him use any claws like yours"

"Hmm", at the curious look he was given, he explained, "I think I'm Canadian. When I 'woke up', I thought I was Canadian… and I heard the name Logan too"

"Canadian? Well… sucks to be you then"

Ward snorted.

"I can't believe you just said that. Like… seriously, that's just … I know your Captain America, but still… anti-Canada… wow"

The two of them chuckled as they rounded a corner and ran into four more waiting soldiers, Ward's claws took out two of them, while the other two fell to the floor with bullets in their brains. They were still smiling silently stupidly, silently chuckling when the others rounded the corner, and began shooting them strange looks.

"What's going on?"

Skye asked the question, but it was clearly on the minds of everyone else. Coulson even seemed to be shooting Ward slightly jealous looks, but the two men just ignored her question, before turning taking them to the end of the corridor and turning left. Ignoring Deathlok when he said they needed to go right, Ward led them to a weapon's vault door.

Three slashes from him, and a solid kick from the Captain later, the door fell to the floor and Ward stepped inside, before reappearing a few minutes later, wearing a pair of black boots, blue jeans, a white vest top, and carrying a very familiar shield.

With his powers still feeling mostly drained, it was too heavy for him to use in solid combat, so Rogers placed the shield onto his back, while Ward threw everyone else their ICERs, Fitz his kitbag, and a black belt with a circular buckle to Kara, who instantly snapped it around her waist, earning them even more curious looks.

When they were all re-geared up, the group headed up, intending to use the spillway as their way of escape.

Deathlok and Hunter took the guards on the door out from a distance, their two rifles dropping both men instantly. They rush up to the open door, and stacked up at the side, as Akela scanned the exit, using the full range of her enhanced vision.

"At least twenty men. Possibly more, there's too many too close together to tell, all seem to be carrying standard assault packages - rifle, backup pistol, and a knife. A few of them have grenades, but not many. All designs seem to be dendrotoxin based. Advise playing this one safe"

Half of the group turned to Coulson, waiting for him to issue the orders for getting out of there, but the other half ignored him, as Ward cut him off before even giving him a chance to speak.

"We'll need two teams, and enhanced vision in each one. Akela you're with me, Deathlok, you've got Kara"

"Aww, and here I wanted to spend time with my Bestie", she pouted at him and he rolled his eyes in response, while Mike and Kels rolled their eyes at her antics, they were used to this behaviour from the two of them by now.

Everyone else just looked baffled.

"We'll treat this a two pronged assault. Move up at the same time, dispatch and clear. No one needs to give themselves away. Keep the other in sight at all times, if we're spotted we'll go light, but until then, stay dark. Understood?"

The three of them nodded.

"Yep"

"Sure"

"Yes Bossman"

Kara grinned at him, and he found himself rolling his eyes again.

"Kara, take Fitz, Skye and Hunter, I'll take Coulson and the Captain. We'll regroup at the end of the spillway. Move out"

The four of them were openly being stared at, causing Ward to raise his eyebrows.

"What?"

"You give orders now?" Coulson looked at him disbelievingly, "And what makes you think we'll follow them?"

He smirked in response, "You're the one who decided that you needed OUR help to escape. So YOU follow OUR lead. Including following OUR plan, _Director_ "

"Exactly!" Hunter interjected, "Coulson's the Director. That means we follow HIS orders"

Ward raised an eyebrow. The Brit didn't look like the following orders type.

"You follow his orders all you want. We're not SHIELD agents remember?" Ward's now-piercing gaze turned back to the man in question, "So what's it gonna be Mr Director? You gonna go solo or go for survival?"

* * *

 **Author's Note**

Thoughts guys?

Some of the dialogue was adapted from X-Men Origins: Wolverine - don't worry, we won't be following that story.

-MarvelMatt


End file.
